15 October 2025
TruSpine Technologies plc
("TruSpine" or the "Company")
Subscription, Director/PDMR Dealing & RPT
TruSpine Technologies Plc, the medical device company focused on the spinal (vertebral) stabilisation market, announces that it has raised gross proceeds of approximately £119,344 through a subscription (the "Subscription") for 23,869,043 new ordinary shares of 0.01p each in the Company ("Subscription Shares") at a price of 0.5 pence per share (the "Issue Price").
Use of Proceeds
The net proceeds of the Subscription will be used to provide additional working capital for the Company as it continues to progress its regulatory and commercial objectives.
Director Participation
As part of the Subscription, Samuel Ogunsalu, a director of the Company, has subscribed for 4,402,377 Subscription Shares. Following Admission (as defined below), Sam Ogunsalu will hold 4,602,377 ordinary shares in the Company, representing 2.46% of the enlarged issued share capital.
Related Party Transaction
The participation of Samuel Ogunsalu, a director of the Company, in the Subscription constitutes a related party transaction for the purposes of Rule 4.6 of the AQSE Growth Market Access Rulebook (the "Transaction").
The directors of the Company independent of the Transaction confirm that, having exercised reasonable care, skill and diligence, the Transaction is fair and reasonable insofar as the shareholders of TruSpine are concerned.
Admission and Total Voting Rights
Application has been made for the Subscription Shares to be admitted to trading on the Aquis Stock Exchange Growth Market ("Admission"). Admission is expected to occur, and dealings in the Subscription Shares to commence, on or around 21 October 2025.
Following Admission, the Company's issued share capital will comprise 187,300,566 ordinary shares of 0.01p each. The Company does not hold any shares in treasury. Accordingly, the total number of voting rights in the Company will be 187,300,566 and this figure may be used by shareholders as the denominator for calculations to determine if they are required to notify their interest in, or change to their interest in, the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
This announcement contains inside information for the purposes of the UK Market Abuse Regulation and the Directors of the Company are responsible for the release of this announcement.
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Enquiries:
TruSpine Investor Hub |
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TruSpine Technologies Plc |
Tel: +44 (0)20 7118 0852 |
Geoff Miller, Non-executive Chairman |
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Cairn Financial Advisers LLP (AQSE Corporate Adviser) |
Tel: +44 (0)20 7213 0880 |
Liam Murray / Ludovico Lazzaretti |
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Novus Communications (PR and IR) |
Tel: +44 (0)1273 704 473 |
Alan Green / Jacqueline Briscoe |
Caution regarding forward looking statements
Certain statements in this announcement, are, or may be deemed to be, forward looking statements. Forward looking statements are identified by their use of terms and phrases such as ''believe'', ''could'', "should" ''envisage'', ''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect", ''will'' or the negative of those, variations or comparable expressions, including references to assumptions. These forward-looking statements are not based on historical facts but rather on the Directors' current expectations and assumptions regarding the Company's future growth, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward looking statements reflect the Directors' current beliefs and assumptions and are based on information currently available to the Directors.
Important Notices
TruSpine Technologies plc (the "Company") intends to hold treasury reserves and surplus cash in bitcoin. Bitcoin is a type of cryptocurrency or crypto asset. Whilst the Board of Directors of the Company considers holding bitcoin to be in the best interests of the Company, the Board remains aware that the financial regulator in the UK (the "Financial Conduct Authority" or "FCA") considers investment in bitcoin to be high risk. At the outset, it is important to note that an investment in the Company is not an investment in bitcoin, either directly or by proxy. However, the Board of Directors of the Company consider bitcoin to be an appropriate store of value and growth for the Company's reserves and, accordingly, the Company is materially exposed to bitcoin. Such an approach is innovative, and the Board of Directors of the Company wish to be clear and transparent with prospective and actual investors in the Company on the Company's position in this regard.
The Company is neither authorised nor regulated by the FCA and cryptocurrencies (such as bitcoin) are unregulated in the UK. As with most other investments, the value of bitcoin can go down as well as up, and therefore the value of bitcoin holdings can fluctuate. The Company may not be able to realise any future bitcoin exposure for the same as it paid in the first place or even for the value the Company ascribes to bitcoin positions due to these market movements. As bitcoin is unregulated, the Company is not protected by the UK's Financial Ombudsman Service or the Financial Services Compensation Scheme.
Nevertheless, the Board of Directors of the Company has taken the decision to invest in bitcoin, and in doing so is mindful of the special risks bitcoin presents to the Company's financial position. These risks include (but are not limited to): (i) the value of bitcoin can be highly volatile, with value dropping as quickly as it can rise. Investors in bitcoin must be prepared to lose all money invested in bitcoin; (ii) the bitcoin market is largely unregulated. There is a risk of losing money due to risks such as cyber-attacks, financial crime and counterparty failure; (iii) the Company may not be able to sell bitcoin at will. The ability to sell bitcoin depends on various factors, including the supply and demand in the market at the relevant time. Operational failings such as technology outages, cyber-attacks and comingling of funds could cause unwanted delay; and (iv) crypto assets are characterised in some quarters by high degrees of fraud, money laundering and financial crime. In addition, there is a perception in some quarters that cyber-attacks are prominent which can lead to theft of holdings or ransom demands. The Board of Directors of the Company does not subscribe to such a negative view, especially in relation to bitcoin. However, prospective investors in the Company are encouraged to do their own research before investing.
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 |
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1 |
Details of the person discharging managerial responsibilities/person closely associated |
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a. |
Name |
Sam Ogunsalu |
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2 |
Reason for notification |
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a. |
Position/Status |
Director
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b. |
Initial notification/ Amendment |
Initial notification |
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3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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a. |
Name |
TruSpine Technologies Plc |
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b. |
LEI |
213800HNZX9B1QZPB225 |
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4 |
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted |
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a. |
Description of the financial instrument, type of instrument |
Ordinary shares of 0.01 pence each
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b. |
Nature of the transaction |
Purchase of ordinary shares pursuant to the Subscription
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c. |
Price(s) and volume(s) |
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Price(s) |
Volume(s) |
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0.5 pence
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4,402,377 |
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d. |
Aggregated information - Volume - Price |
N/A |
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e. |
Date of the transaction |
15 October 2025 |
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f. |
Place of the transaction |
Aquis Stock Exchange |
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